Qwelling Your Fear
by GoldGuardian2418
Summary: Overflow is scared to death of skeletons. Good thing Rachel knows the perfect skeleton to help her nephew with his fear. :)


**This idea came to me and I just had to write it. :)**

 **Ben 10 belongs to Cartoon Network and Man of Action. The Nightmare Before Christmas belongs to Disney. I only own Rachel, Chelsea, Matthew, and Sasha.**

 **A/N: This is my first time writing Overflow in a story, so please be gentle in the reviews. Thank you.**

* * *

 **Qwelling Your Fear**

Rachel was humming along to some silly Halloween songs as she put up another stick on of a cute, smiling skeleton and a cute smiling witch. "Alright, cute stick-ons are up in the windows, now just got to hang the crashing witch on the wall and set up the bat candlesticks and the cauldron for the candy," she said to herself before looking up to see Big Chill and Stinkfly putting up the fake spiderwebs and fake spiders. "How's it going, guys?"

"Almost done," Stinkfly called down before stretching some more false webbing and then flying back a bit with Big Chill joining him and they looked at their work before nodding.

"Perfect," Big Chill said.

Whampire came downstairs with the fog machine in his hands. "Found the fog machine," he said.

"Ah, good," Rachel said, smiling. "I think we just have to get the trunk of costumes from the attic and we'll be all set."

"Do we have enough candy for the kids?" Stinkfly asked.

The young woman nodded. "We got plenty," she said.

Snare-Oh and Blitzwolfer came in. "Hey, we just had an idea," said the mummy. "What if we set up a haunted house here?"

"Guys, the Grant Mansion is already known to be a haunted house," Rachel said before a look of sadness passed briefly over her face before it vanished.

"True, but we could do one in town, like the one you did at the school years ago, Rach," Blitzwolfer said before he grinned. "We had those kids screaming like no tomorrow."

The blonde-haired girl chuckled, fondly remembering that day. It was the day she had met Eye Guy and the Galactic Monsters and he had come to her aid to make the haunted house a spectacular one. "I remember that," she said. "Well, if we're going to do a haunted house, let's do it here. We can set up the back part of the house to be the haunted house and have the guests circle around. They could take one side of the staircase up and come down the other side."

"Hey, that's a great idea!" Snare-Oh cheered. "I'll get the doorway and staircases ready!"

"I'll set up one room to be a dungeon and the other a torture room," Blitzwolfer said, wagging his tail happily.

"And I'll set up a mad scientist room!" Frankenstrike said excitedly.

"I could set up a room to be a dining room with a coffin to where I come out looking like Dracula," Whampire said as he walked in with Sasha beside him.

"Need some help with that, Whammy?" Sasha asked, giving him a smile.

He looked concerned. "Are you sure, Angel?" He asked. "I do plan for the room to be spooky."

"I'll be okay, as long as I'm beside you," she said before perking up. "Hey, I could be your vampire bride and our daughter could be our little vampiress."

Their daughter, who was coming out, looked eager to help her parents out. "Can I, Daddy?" She asked.

Whampire smiled. "Alright," he agreed.

"Father and I could do some trick mirrors in one room," Ghostfreak suggested. "Perhaps some of our nieces and nephews would like to help us with it too."

Rachel smiled at them. It was times like these she felt happy to have such wonderful people in her family. She now headed for the kitchen to find her mother's recipe on pumpkin sugar cookies and she decided to see if she could find a recipe to make a cauldron cake for the party.

She had just pulled out her recipe book when a terrified scream made her jump a foot into the air and whirl around in shock as crashing followed the scream. A moment later, Overflow came tumbling into the kitchen, tangled up in fake spider webbing and a couple fake plastic skeletons. "Overflow, are you alright?" Rachel asked in concern, helping him up.

He let out a groan before seeing the fake skull on his shoulder and he let out a screech, batting it away frantically and squirming to get free of the tangle he was in. "Whoa, Overflow! Calm down. They're fake," the older woman said, quickly helping him get untangled.

"They are?" He asked, sounding unnerved.

"Yeah, they're just decorations," she said gently.

He shuddered but then looked sheepish. "Overflow, what is it?" She asked gently.

He looked at her. "Promise you won't laugh?" He asked in a pleading voice.

"I won't laugh," she promised, realizing that whatever he was about to say was serious.

"I know it's silly, but...I'm scared of skeletons," the diver-like alien admitted.

Rachel didn't laugh. Instead, she hugged him, knowing how he felt. For a long time, she and Sasha had been scared of skeletons due to a mean prank when they had been younger and Sasha still got a bit spooked by skeletons, but she was okay being around the skeletons that were their friends. "Why are you scared of skeletons?" She asked curiously.

Water Hazard came in then and he saw the tangled mess that Overflow had gotten caught in. "Oh, dear," he said. "The fake skeletons surprised you, huh, kiddo?" He asked his nephew.

Overflow nodded, looking embarrassed. Rachel gently rubbed his back. "Sasha and I had a fear of skeletons too for a long time, due to a mean prank pulled on us when we were younger," she said gently, hoping to get the alien to tell her what caused his fear.

He looked down at the floor. "It was my first mission as a junior Plumber," he admitted. "Uncle Water Hazard had taught me everything he knew and I wanted to show him that I could be a good Plumber like him."

Water Hazard chuckled. "I remember that day," he said. "You were top of your class. I was very proud of you."

Overflow perked up a little. "The Magister in charge put us into groups and I was with a group that was going to investigate a planet that had reported some strange nuisances. I was excited to help, but the others told me that I would no doubt turn in my resignation after the mission."

"Why was that?" Rachel asked, having a bad feeling about this.

"They said the nuisances were skeletons that could eat through anything, including my armor, even though I've got a tough exoskeleton," Overflow said. "Well, we got there and our leader suggested we split up. We did so and at first I didn't see anything unusual, but after a bit...,"

He paused and began shaking, to which Rachel hugged him again. "The skeletons came out?" She asked gently.

He nodded. "And they attacked me," he said. "I saw them pull back with something red in their mouths, which made me believe they were eating my armor. Well, that scared me and I jumped up and ran for my life. Some of the inhabitants came out to see what was going on and when they saw me run past with the skeletons chasing me, a couple of them stepped out then when I saw they were skeletons, I panicked and fainted."

"I got a call from my Magister, who had gotten a call from the mayor of the town Overflow's group had been in and one of the young skeleton children had recorded the entire scare, starting with Overflow's teammates dressing up as skeletons and scaring him to the point where the skeletal inhabitants caught them and exposed them before sending the video to Plumber HQ. Needless to say, I was furious," Water Hazard said, a note of anger in his voice.

"I can imagine," Rachel said, feeling some anger herself. "I hope those punks got what they deserved."

"Oh, they did," the tall, red alien said. "I made sure that they were demoted to prison patrol after they spent a few months in the brig."

Overflow was shaking a little bit. "When I woke up, I panicked at seeing the skeletons standing over me and I was too scared to even stand up," he admitted. "Uncle Water Hazard had to come get me."

Rachel gently patted his back. "So the fake skeletons the guys set up forced you to recall that terrible time," she said, feeling bad. "I'm sorry, Overflow."

"It's not your fault, Aunt Rachel," he said, though he still sounded a bit spooked. "You didn't know and...I never told anyone because...I didn't want to be laughed at."

"None of us would laugh at you for your fear, Overflow," she said. "Even I've got fears that I still have trouble with."

"But...you're fearless," he said.

"No, I'm not," she said, smiling gently. "I'm scared of spiders, snakes, the dark, and losing my loved ones. And like I said, I too was scared of skeletons for a long time."

Overflow looked at her. "Are you still scared of them now?" He asked.

She gently shook her head. "No, because a skeleton that Sasha and I met proved that he was nice and then I was reunited with a skeleton that had saved me when I was little. And then some skeletons came to my youngest daughter's rescue when Dr. Animo tried to kidnap her."

"So those skeletons are now a part of the family," Water Hazard said.

Overflow shuddered. "I don't know," he said. "Will you alert me if any of them come? I...I don't want to make a fool of myself...like I did then."

Rachel placed a gentle hand on his shoulder. "What if one of them wanted to meet you and help you with that fear?" She asked gently.

He shuddered again. "I don't know," he replied again before walking out, keeping his eyes open to avoid another fright.

Water Hazard sighed before looking at Rachel, who had a determined look on her face. "You have someone in mind to help our nephew, don't you?" He asked.

She nodded. "Yes, I do," she said before pulling out her cellphone and dialing a number. The person she was calling picked up after the third ring.

"Hello, Rachel. How are you?"

"I'm good, Jack. Hey, listen, Water Hazard and I need a favor...,"

* * *

 _Later that day..._

Overflow sighed, watching some of his human cousins as they helped with the decorations for the haunted house. He hugged his knees to his chest and finally decided to go for a walk in the forest, though it was getting dark.

The stillness of the forest didn't unnerve him, though he kept his eyes open for any intruders. Suddenly, he heard some leaves crunch behind him and he turned fast, but saw nothing, except for some leaves beneath his feet. "Oh, guess that was just me," he said with a sheepish chuckle.

"Or was it?" A spooky voice responded, making him jump and whirl around, wondering where the voice came from.

"W-Who's there?" He asked, backing up before he bumped into a tree.

Or what he thought was a tree.

Bony hands grabbed him and he looked up to see a skull looking down at him and he froze. "AAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHH!"

Moments later, he broke away from the skeleton and fled, but turned to see the skeleton was hot on his heels. "Go away!" He exclaimed, shooting water at the skeleton, who leapt in the air to avoid the water and was gaining on the alien.

Overflow was about to fire off another volley of water blasts when he tripped and fell, landing hard on the ground. He weakly attempted to stand up again, but when the skeleton grabbed him again, he froze and his vision slowly went black.

 _An hour later..._

"Overflow? Wake up," a voice cooed gently.

The red alien groaned and opened his eyes to see the same skeleton standing beside his supine form and he shot up into a sitting position.

Or tried to. Something held him back and he saw he was cuffed to one of Frankenstrike's lab tables and he gulped, looking at the skeleton in fear.

"You're certainly frightened of me," the skeleton said. "Why is that?"

Overflow shut his eyes tight, not answering as he began shivering. Noticing this, the skeleton shook his head before perking up as the door opened and Rachel entered. "How is he, Jack?" She asked.

"I'm afraid he's still a bit shook up," he said, gesturing to Overflow, who looked worried now.

"Aunt Rachel? You know him?" He asked.

"Yes, I do, Overflow," she said. "Jack is the skeleton who saved my life years ago."

Overflow's eyes widened in surprise and she chuckled. "Hey, Jack, did you know Overflow is ticklish?" She asked.

"He is?" The skeleton asked curiously before perking up and grinning, something that made the alien nervous.

"Aunt Rachel?" He asked anxiously.

She grinned. "Hey, Water Hazard! Come join the party!" She called out.

The tall red alien came in and he smirked too. "Jack, get his feet," he said. "Rach, get his underarms. I'll get his stomach."

Overflow had no time to prepare as skeletal fingers, human fingers, and his uncle's fingers began tickling his three tickle spots and he laughed, squirming, but was securely strapped down.

"AHAHAHAHAHAHAHAHAHHAAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA!" He laughed.

"My goodness, you weren't kidding, Rachel," Jack said with a grin.

Rachel grinned back and looked at Water Hazard, nodding. He nodded back and they stepped back, allowing Jack to tickle Overflow, who was apparently in stitches.

"AHAHAHAHAHAHAHAHA! NOT TIHIHIHIHIHIHIHIHIHIHIHICKLING! NOHOHOHOHOHOHOHOHOHOHO!" He pleaded.

"Cootchie, cootchie, coo!" Jack cooed.

The tickle torture went on for a bit until finally the skeleton stopped and Overflow went limp, trying to catch his breath as Rachel and Water Hazard came up and freed him. "How do you feel, kiddo?" Water Hazard asked.

Overflow looked at them before looking down. Jack gently tilted the alien's head back up to look at them. "Overflow, your aunt and uncle called me to help you with your fear," he said. "Not all skeletons are bad."

The alien looked embarrassed before he perked up and looked at Jack. "I'll call it even, if you tickle my uncle while I tickle Aunt Rachel," he said.

Rachel and Water Hazard were surprised, but had no chance to escape before being caught by the two and were soon laughing before Rachel turned the tables on Overflow and tickled him, making him laugh before they all got up and he hugged Rachel and his uncle.

"Thanks," he said before looking at Jack. "And...you're cool too, Mr. Jack."

"Thank you, my boy," the skeleton said warmly.

Just then, Chelsea and Matthew came into the room and they gasped happily. "Uncle Jack!" They cried in unison before glomping the skeleton, who caught them with a chuckle.

"Hello, you two," he greeted them warmly.

Overflow giggled a little before smiling. "Well, if my cousins aren't scared of him, then why should I be?" He asked.

"Sounds like your fear is gone," Rachel said.

"Oh, yeah, and that means this alien's ready for anything!"

"BOOOOOOOO!"

"AAAAAAAAAAAAAAAAHHHHHHHHHHHHHH!" Overflow exclaimed, hiding behind Rachel, who laughed as she saw Water Hazard standing right where his nephew had been, arms held up in a ready-to-pounce position. "Uncle Water Hazard!"

Rachel laughed again, as did the others and finally Overflow laughed too. "Well, I guess almost ready," he admitted.

But he could deal with it, thanks to Jack Skellington.

* * *

 **Well, this one took off on me. :)**

 **Please leave a review, but no flames!**

 **GoldGuardian2418**


End file.
